10-K vs 10-Q: what's the difference?

What’s in a 10-K that’s not in a 10-Q?

A 10-K is a company’s audited annual report — the single most complete picture it gives the public in a year. It carries four things a 10-Q does not. The business description tells you, in the company’s own words, what it sells and how it makes money. The risk-factor section lays out what could go wrong, from supply concentration to pending litigation. The financial statements are audited, signed off by an outside firm. And the Management’s Discussion and Analysis (MD&A) walks through the numbers in prose, explaining why revenue moved the way it did.

A 10-Q is the quarterly update on that picture. It is filed for each of the first three fiscal quarters and carries condensed, unaudited financials plus a shorter MD&A focused on what changed since the last report. It assumes you’ve read the 10-K — it doesn’t re-describe the business or restate every risk factor, only the material developments.

So the division of labor is straightforward. The 10-K establishes the baseline once a year; the three 10-Qs track movement against it. Anything that breaks between those scheduled reports arrives as an 8-K instead.

Filing deadlines

Both forms run on deadlines that scale with company size, using the SEC’s filer tiers. A large accelerated filer is a company with at least $700 million in public float — the market value of shares held by non-affiliates. An accelerated filer has $75 million or more but less than $700 million. Everything below that, plus companies that don’t otherwise qualify, files as a non-accelerated or smaller reporting company.

The 10-K is due 60 days after fiscal year-end for large accelerated filers, 75 days for accelerated filers, and 90 days for all other filers. The 10-Q compresses that to 40 days for both large accelerated and accelerated filers, and 45 days for everyone else.

The practical upshot: the biggest companies report fastest. A mega-cap’s annual report lands about two months after its year closes, while a small-cap can take three. When you’re waiting on numbers, the filer tier tells you roughly how long the wait is.

Audited vs unaudited: what that actually means

Audited means an independent accounting firm examined the financial statements and issued an opinion on whether they fairly present the company’s position. That’s the 10-K. Unaudited — the 10-Q — does not mean unchecked. Auditors still perform a review of interim statements, a lighter procedure than a full audit, and senior executives personally certify the numbers under the Sarbanes-Oxley rules.

The gap matters most when something is wrong. Errors caught during the annual audit can force a restatement of quarters already reported on 10-Qs. A company that quietly revises prior-quarter figures in its 10-K is telling you something the original 10-Qs didn’t. It’s also why the 10-K carries weight a 10-Q can’t: the auditor’s opinion, and any change in it — a new “going concern” qualification, a switch of audit firm, a delayed filing — is one of the cleaner distress signals in public markets.

How to read them efficiently

Don’t read either front to back. Two techniques surface most of the signal.

First, diff the risk factors year over year. Companies rarely delete a risk once they’ve disclosed it, so a new risk factor in this year’s 10-K — a customer concentration, a regulatory inquiry, a going-concern note — is a deliberate addition worth more than the boilerplate around it.

Second, read the MD&A for language shifts. “Strong demand” becoming “softening demand,” or a confident outlook turning to hedged qualifiers, often precedes the numbers turning. Management writes these sections carefully; the changes are the message. The same applies to the way a 10-Q frames a quarter against the annual baseline — a quarter described as “in line with expectations” tells a different story than one explained away by “timing” or “one-time” factors.

For a company you’ve never looked at, start with the 10-K, because it’s the only filing that defines the business and its risks from scratch. For a company you already track, the most recent 10-Q plus the latest few 8-Ks gets you current in a fraction of the time.

Between reports, the 8-K is what fills the gap — earnings releases, executive changes, and material agreements all arrive there first, days or weeks before the full 10-Q or 10-K catches up.

Where to find them

Every 10-K and 10-Q is public on SEC EDGAR for free — search by company or ticker and filter the filing type. EDGAR hands you the raw documents the moment they’re accepted; it won’t tell you which risk factor is new or which line of the MD&A changed. That comparison is what Gunpowder’s earnings digests and scoring pipeline do for you, the day each report lands.